our code of conduct (PDF 193KB)

Perfetti Van Melle
Code of Conduct
Our Group’s reputation for being an honest,
fair and capable firm with which to do business is one
of our most valuable assets we are determined to preserve.
Maintaining high ethical standards within our company and
in our relations with customers, suppliers,
authorities and the public in general is vital to our
continuous success wherever we operate.
For this reason we have developed this publication,
the PVM Code of Conduct that sets forth the principles
that apply to all PVM people everywhere and in every circumstance.
It is important that its content is well known and understood by each of us,
as it highlights our responsibility, as a Group and as individuals,
to implement and protect our core values and our ethical standards
in the way we do business.
Let us rely on this Code and our shared values to guide
our behavior every day and everywhere,
thus making PVM a great company to work for and to work with.
Ubaldo Traldi
Chairman of the Board
Perfetti Van Melle Group B.V.
CONTENTS
PART 1
PERFETTI VAN MELLE GROUP - MISSION, VISION, VALUES
WHAT IS THE CODE OF CONDUCT
WHO IS SUBJECT TO THE CODE OF CONDUCT
PART 2
CODE OF CONDUCT PROVISIONS
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
Conflicts of interest
Gifts, presents and benefits
Competition and anti-trust regulations
Accounting record accuracy and transparency
Protection of corporate assets
Protection of information and intellectual property
Personnel relations
Relations between Group Companies
Customer and supplier relations
Consumer and media relations
Relations with the community and the Government
PART 3
VIOLATIONS TO THE CODE OF CONDUCT
REPORTING VIOLATIONS
DISCIPLINARY MEASURES
CODE OF CONDUCT DISTRIBUTION
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10
10-11
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12
12-13
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14-16
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18-19
PERFETTI VAN MELLE
MISSION, VISION
AND VALUES
OUR VISION
We will enhance our world leadership in confectionery by creating value
for consumers through innovative and gratifying high-quality products.
OUR MISSION
We at PERFETTI VAN MELLE:
develop, manufacture and market high-quality and innovative products for our consumers through the efficient use of our resources
and in collaboration with our business partners;
create a fulfilling workplace for our employees built on trust, mutual
respect, and appreciation of their diversity;
value the role we play in our communities, as a socially and environmentally committed organization;
generate economic value through superior growth and profitability.
Continuous focus on these principles will lead us toward Our Vision.
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OUR VALUES­
Living the Perfetti Van Melle Values requires courage, vision, trust,
commitment, and pragmatism. The following values will guide our
actions in realizing our mission:
INTEGRITY WITHOUT COMPROMISE
We conduct our business with honesty, integrity, and respect for those
with whom we have relationships.
ACHIEVING EXCELLENCE
We pursue quality in everything we do. We strive for continuous
improvement in the way we operate. Unremitting attention is given to
details at every stage and resources are used in the most efficient way.
DEDICATION TO THE CONSUMER
We will meet and exceed the differing needs and expectations
of our consumers, offering them high quality, state-of-the-art and
innovative products.
CARE FOR OUR PEOPLE
We are committed to creating a global workplace where teamwork,
involvement, open communication, flexibility and fun exist. We treat
our people fairly; we value different styles, skills, experiences and
backgrounds and acknowledge that these differences result in greater
creativity and better insights. We encourage them to take initiative
and expect them to approach their jobs with passion and commitment. We offer our people training opportunities and ongoing development so that each individual can reach his or her full potential.
SOCIAL AND ENVIRONMENTAL RESPONSIBILITY
We will conduct our business as responsible members of society,
respecting the laws of the countries in which we operate, contributing to the progress of the local communities in line with the legitimate role of the business. We will operate safely, responsibly, and with
sound environmental practices, aimed at minimizing our impact on
the environment and working toward long-term sustainability.
INDEPENDENCE
We are committed to achieving ambitious business goals while securing
our company’s profitability thus ensuring our independent growth.
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WHAT IS THE CODE OF CONDUCT
The Code of Conduct is a document approved by the Board of Directors
of Perfetti Van Melle Group B.V. (PVM Group B.V.) that contains the
principles and commitments undertaken by all the Companies belonging
to PERFETTI VAN MELLE GROUP (Group) as a whole and by each one
of its employees, both towards the Group and to third parties.
The purpose of the Code of Conduct is to state to all PVM employees, managers, board members and stakeholders of every Operating
Company of the Group our commitment to adhering to ethical principles under all circumstances, and in particular to:
comply with the laws and regulations of each country where the Group
operates;
be equitable, fair and polite in relationships with fellow employees;
respect the interests of all stakeholders (customers, consumers, business
partners, government agencies, authorities and the external community);
play our business role with professionalism and integrity.
The principles contained in the Code of Conduct are the foundation of our corporate policies and inspire the practices, guidelines
and operating procedures adopted by the Group. Whenever more
detailed clarifications are needed on how to implement the Group’s
values and culture in operational practices, specific guidelines will be
issued to supplement those already existing.
The Code of Conduct also indicates how to report violations of the
Code and the measures to be applied in the event of violations.
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WHO IS SUBJECT TO THE CODE OF CONDUCT
The Code of Conduct provisions apply, without exception, to all
employees, managers, board members of the Companies belonging
to the Group, as well as to third parties who entertain business
relations with the Group and its Operating Companies in all the
countries where the Group operates.
All employees are required to read the Code and to conform their
conduct to the principles stated herein. Employees are also required
to report any violations of this Code to the relevant persons/functions
as indicated in greater detail in the last part of this document.
Compliance with the provisions of the Code of Conduct is considered an essential part of the contractual obligations of employees, and
any person or entity conducting business with the Group.
The Management of the Group is responsible for making sure that
this Code is distributed, explained to, and understood by, all Group
employees. The Management must also ensure that the requirements of the Code of Conduct are met by all Group Operating
Companies and Functional Departments.
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CODE OF CONDUCT
PROVISIONS
1. CONFLICTS OF INTEREST
In performing their tasks, all employees shall avoid all situations which
may give rise to potential conflicts of interest, in particular with respect
to personal and/or family interests that might influence their independent judgment and come into conflict with their responsibilities
towards the Group.
Employees shall immediately report any situation that constitutes or
may give rise to a potential conflict of interest to their managers and/
or to the Top Management of their Company. Specifically, employees
must report the existence of any permanent or temporary employment relation, any financial, commercial, professional or family relation
with persons or entities external to the Group, which may interfere
with or affect the fairness of their conduct, or compromise the integrity
of their actions.
2. GIFTS, PRESENTS AND BENEFITS
This Code prohibits the offering and receiving of gifts or benefits which
may be viewed as exceeding customary business and courtesy practices, or which may be interpreted as means to obtain privileged treatment in the performance of work activities. Gifts with a high money
value or in cash or securities are not allowed.
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In particular, any behavior intended to corrupt governmental officers,
officials or employees of Public Administration, authorities or public
institutions in any form or through any means, is strictly prohibited. Local
laws and regulations on the matter shall be scrupulously complied with.
Entertainment and gifts offered to public officers, if allowed, shall be
approved by local and Business Unit Management and shall comply with
local laws and regulations.
The provisions in this section shall be applicable whether the gifts and/or
benefits are offered directly or through third parties.
The term “gifts” includes benefits such as holiday packages, participation
in events, or employment promises. In case of doubt whether to accept
or offer a gift whose value exceeds token value, employees must immediately inform their supervisor/manager.
3. COMPETITION AND ANTI-TRUST REGULATIONS
In operating in the market, the Group conducts its business fairly, avoiding those behaviors that may constitute a misuse of dominant position
or impair free competition.
The Group observes all free competition and anti-trust regulations
applicable in the countries where it operates. Employees are requested
to contact the Corporate General and Legal Affairs Department for
clarifications and assistance on these regulations. The Group Operating
Companies shall inform the Corporate General and Legal Affairs
Department of any anti-trust initiatives they undertake.
The Group shall not deny, conceal or delay any information requested
by antitrust authorities or by other regulatory bodies in the course of
their inspection activities, and shall actively cooperate throughout the
investigative procedures.
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4. ACCOUNTING RECORD ACCURACY AND TRANSPARENCY
The Group’s administrative and accounting methods are such as to
ensure the utmost transparency, truthfulness, accuracy and completeness of all accounting records and data.
To prevent any misuse of corporate funds or recording of fictitious
transactions, each transaction must be documented by appropriate
records, reporting the nature of the transactions and the person(s)
who authorized the transaction. Employees shall also act in strict
compliance with all administrative and accounting procedures applicable at Group and/or Operating Company level.
The information provided by each Operating Company in their
periodical financial reports must be complete, accurate, reliable and
comprehensible.
5. PROTECTION OF CORPORATE ASSETS
Employees shall diligently protect the company’s assets, using all tools
and instruments assigned to them carefully and responsibly, avoiding
improper use.
In particular, with regard to the use of computer equipment, employees shall strictly observe the company’s procedures and regulations
to avoid compromising computer system operation and security.
Specifically, employees shall:
use the tools available to them (programs, e-mail, internet, telephone,
fax, etc.) for purposes related to business needs;
not download unauthorized programs or install unauthorized software, or
any programs or software other than those provided by the employer;
not send abusive e-mail messages, or messages that may be offensive
to the recipient and/or damaging to the company’s image;
not visit websites displaying improper or offensive contents.
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The Group reserves the right to prevent any misuse of its assets and
infrastructure using applicable controls in compliance with existing
laws and regulations.
6. PROTECTION OF INFORMATION AND INTELLECTUAL PROPERTY
All information and intellectual property owned by the Group,
whether commercial, financial, technological or of other nature, constitutes an asset that the Group is determined to protect. Employees
shall not disclose to unauthorized persons, inside or outside the
Group, any information which may compromise the security and
integrity of the Group’s technological and commercial assets.
The Group considers the protection of its intellectual property,
including trademarks, patents, formulas, computer software, etc., as
a top priority to be pursued with all legal means available.
Similarly, the Group shall keep strictly confidential any information
received from third parties. Specific policies and procedures for
the protection of information are implemented and updated on an
ongoing basis.
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7. PERSONNEL RELATIONS
7.1 Compliance with contractual obligations and employment regulations
Group Operating Companies are committed to observing the fundamental human rights and employment regulations applicable in
the different countries. In particular, all employees are hired through
regular work contracts in the forms allowed by the different country
legislations. Any form of child labor is severely forbidden.
7.2 Selection, management and development of personnel
The Group shall avoid all forms of discrimination against its employees,
and adopt objective criteria for the selection, management and development of its human resources.
In particular, the evaluation of candidates to be hired is based on the
person’s profile (experience/skills) versus the position requirements.
Equal opportunities are ensured to all candidates.
The Group is committed to enhancing and improving the skills of its
employees, offering development opportunities on the basis of competencies and abilities, avoiding all forms of discrimination, whether
related to age, gender, race, sexual orientation, health, national origins, political opinions or religious belief.
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7.3 Protection of personnel’s health and safety
The Group considers the health and safety of its employees as a top
priority: for this purpose, it strives to ensure that the conditions in
the workplace are healthy, safe, and respectful of individual dignity.
In particular, the company strictly forbids:
abuse of power; it is considered abuse of authority when a manager
or supervisor requests, due to his/her position, any personal service
or favor, or exhibits attitudes or performs actions that are against
the employee’s dignity or independence;
acts of psychological violence; attitudes or behaviors that are discriminatory or offensive to the person or his/her beliefs;
sexual harassment; behavior or speech that may be physically or
morally harmful to another individual.
The Group is committed to promoting and strengthening a culture
of safety, raising risk awareness, and encouraging responsible behavior by all its employees, by adopting suitable work methods and
appropriate training programs.
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7.4 Employees’ privacy
Employees’ privacy is protected through compliance with law requirements
and the adoption of appropriate methods for the processing and maintenance of the personal data that employees are required to provide to the
company. Except as provided by law, no personal data shall be disclosed
without prior authorization from the party concerned. Conducting surveys
or investigations on personal opinions or preferences, or on employees’
private life in general, is strictly forbidden.
8. RELATIONS BETWEEN THE GROUP’S OPERATING COMPANIES
While recognizing the independence of its subsidiaries, PVM Group B.V.
requests each Operating Company to adopt the values stated in the Code
of Conduct, and to cooperate loyally in the pursuit of the Group’s objectives, including compliance with all applicable laws and regulations.
PVM Group B.V. also requires its subsidiaries to avoid any behavior or decision which, though beneficial to themselves, may be harmful to the integrity
or the image of the Group or of other Operating Companies.
Decision making and communication processes within the Group must
follow principles of truthfulness, fairness, completeness, transparency and
respect of each Operating Company’s independence.
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9. CUSTOMER AND SUPPLIER RELATIONS
All relations and communications with customers shall be based on
the utmost integrity and compliance with applicable regulations, and
no improper or unfair business practices shall be used.
In purchasing processes, suppliers shall be selected on the basis of
objective criteria, including price and service quality, offering equal
opportunities to all suppliers. The Group Operating companies
shall ensure adequate competition among suppliers, for example by
requesting offers from more than one vendor.
The following are priority selection criteria:
appropriately documented availability of means, including financial
resources, organizational structures, design capabilities and resources, know-how, etc.;
existence and implementation of quality management systems (e.g.
ISO certification);
compliance with the rules of the PVM Code of Conduct or their
own business conduct policies.
Specifically, contracts with suppliers shall contain provisions requiring:
self-certification by the supplier attesting observance of specific social
obligations (e.g. respect of fundamental workers’ rights, equal treatment
and non-discrimination principles, and protection of minor labor);
possibility of visiting the supplier’s manufacturing units or operating
sites, to verify that these requirements are met.
Any violations by the suppliers of the general principles stated in this
Code of Conduct shall result into penalties and/or other measures,
in order to safeguard the reputation of our Group, in particular
versus Public Authorities and the community. For this purpose, the
Group encourages the Operating Companies to include, whenever
applicable, ad hoc provisions in the individual supply contracts.
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10. CONSUMER AND MEDIA RELATIONS
The Group Operating companies are committed to ensuring prompt, professional and competent responses to customers’ needs, and to providing
accurate and truthful information on product quality, use, and guidelines
for consumption. The Operating Companies’ advertising and promotional
communications shall be responsible, correct and mindful of the sensitivity
of the audience, especially the younger public.
The Group’s external communications shall respect the public’s right to
information. The publication of false or misleading news or comments shall
not be allowed under any circumstances.
To ensure complete and consistent information, the Group will conduct
media relations exclusively through persons specifically designated by the
Management and in accordance with the relevant Group policy.
11. RELATIONS WITH THE COMMUNITY AND THE GOVERNMENT
11.1 Environmental policy
The Group is aware that its activities may impact, directly or indirectly,
the economic, social and development conditions, as well as the general
welfare of the communities in which it operates. For these reasons, the
Group promotes an environmental strategy, so as to control its environmental impact, in line with the laws of the countries where it operates. The
Group also develops and implements environmental management systems
aimed at obtaining the ISO 14001 certification for its manufacturing units.
ISO 14001 is an international standard for the continuous improvement of
environmental performance and organization.
11.2 Financial relations with political parties, labor organizations and associations
The Group does not provide funds to political parties or their representatives or candidates, and it does not sponsor meetings or events with
purposes of political propaganda. The Group does not engage in lobbying
activities or any kind of direct or indirect pressure on politicians. The Group
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does not provide contributions to organizations with which actual or apparent conflicts of interest may exist (e.g. labor unions, environmental or
consumer protection associations). However, the company may cooperate
with such associations, also through financial support, only in case all the
following conditions are met:
purposes in line with the Group’s mission, and
clear and documented allocation of resources, and
official authorization by the relevant function/department responsible for handling these relations within the Group.
11.3 Contributions to charitable associations
The Group may fulfill the requests for charitable contributions, on condition that the requesting entity or association is a non-profit organization
with legally valid charters and bylaws.
11.4 Relations with Public Authorities
Relations with national Authorities, as well as national and international
institutions, shall concern the implications of laws and regulations applicable to the Group Operating Companies. The Operating Companies shall
respond to requests for information or communicate their positions on
matters concerning their business activities.
For this purpose, the Group shall:
establish permanent communication channels with institutional representatives at the international, regional and local levels;
represent the interests and positions of the Group Operating Companies in
a transparent, rigorous and consistent manner, avoiding collusive behaviors.
To ensure utmost transparency in relationships, interactions with institutional representatives shall only be carried out through persons/functions
designated by the Management of the Group.
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VIOLATIONS TO
THE CODE OF CONDUCT
AND DISCIPLINARY
MEASURES
COMPLIANCE WITH THE CODE OF CONDUCT
Compliance with the Code of Conduct is to be considered an essential part of the contractual obligations undertaken by our employees,
temporary workers, independent contractors, and other parties
doing business with the Group.
The Management of Group’s Operating Companies and of the
Corporate Functions is responsible for ensuring that all employees understand and meet the Groups’ expectations. Therefore, the
Management must make sure that the commitments stated in the
Code of Conduct are implemented in all the Business Units and
Corporate functions.
REPORTING VIOLATIONS
For an effective enforcement of the Code of Conduct, the Company
expects anyone who becomes aware of a case of non-compliance
with the Code within the Group to report the violation.
All employees should report any violation or suspected violation
to their direct manager/supervisor or, in cases when this may be ineffective or inappropriate, they should contact the Human Resources
Department and/or the General Manager and/or the Managing
Director of their company, or directly the Compliance Office /
Officer (Compliance Office) of their Company or, in absence of it,
the Compliance Officer of PVM Group B.V.
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When a violation report is submitted to the informant’s manager/supervisor or to the Human Resources Department or to the General Manager
and/or Managing Director or to the Compliance Office, the Management
of the Company involved shall immediately conduct investigations and, if
necessary, apply the appropriate disciplinary measures.
The Compliance Office is a body appointed by the Board of Directors of
the Operating Company and vested with initiative and control powers.
The Compliance Office shall verify the reported information promptly and
carefully, and, if it is found accurate, shall submit the case to the appropriate Manager/Function responsible for applying any disciplinary measure or
terminating the offender’s employment contract. The Compliance Office
may summon and interview the informant and any other parties involved,
in consultation with the Management of the Company involved (General
Manager and/or Managing Director), if appropriate.
Third Parties shall address their notice of violation directly to the
Compliance Office of PVM Group B.V.
Reports to the Compliance Office of PVM Group B.V. should be made in
writing and sent to either of the following addresses:
Compliance Office, c/o Perfetti Van Melle Group B.V., Stationsplein ZW
997, Tristar 3, 1117 CE Schiphol - Oost.
complianceoffice@nl.pvmgrp.com
The Group shall make sure that no one who reports an actual or attempted violation to the Code of Conduct is subject to any form of retaliation,
illicit conditioning, harassment or discrimination at the workplace, as a
consequence of his/her reporting a violation of the Code or of any internal
procedure.
Any form of reprisal against persons who, in good faith, report violations of
the Code of Conduct, constitutes a violation of this Code as well. Accusing
other employees of a violation with the conscious knowledge that the
accusation is false is also a violation of the Code of Conduct.
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DISCIPLINARY MEASURES
Violations to the principles stated in the Code of Conduct and in the
Company’s internal procedures compromise the trust between the Group
and any person(s) who commits the violation (including managers, employees,
consultants, contractors, customers, suppliers, business or financial partners).
Once a violation is ascertained, firm and immediate actions shall be taken
against the offender(s), through appropriate and proportionate disciplinary
measures in accordance with applicable laws and regulations. When the
violation constitutes a criminal offense, such measures shall be applied in
addition to and regardless of the initiation of a criminal prosecution.
Disciplinary measures applied for violations of the Code of Conduct are
adopted by the Company in accordance with applicable regulations and
employment contracts stipulated at the national or company level. Such
measures may include termination of employment.
To safeguard its image and protect its assets, the Group shall not entertain relations of any nature with parties who do not intend to act in strict
compliance with applicable regulations, and/or who refuse to conform their
behavior to the values and principles stated in the Code of Conduct.
CODE OF CONDUCT DISTRIBUTION
This Code of Conduct is distributed to the Board Members, employees, consultants, contractors, and third parties authorized to act on behalf of the Group
and its Operating Companies. All the listed recipients are required to read and
understand the Code of Conduct and to conform to its contents.
The Code of Conduct is published with adequate prominence in the corporate intranet and in the websites of the Group and of the Operating
companies in their respective local languages. Hard copies of the Code of
Conduct shall be distributed to all current and future employees. Additional
copies may be requested from the Human Resources Department or the
Compliance Office of PVM Group B.V.
Revisions and updates of the Code of Conduct are defined and approved by
the Board of Directors of PVM Group B.V.
For proper understanding of this Code of Conduct across the Group, the
Group shall develop a communication program to ensure that the Code
is explained and distributed to all employees of all the Group Operating
Companies and Corporate Functions.
November 2013
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